CHAPTER 4. CORPORATION BOARD

IC 5-31-4
    Chapter 4. Corporation Board

IC 5-31-4-1
Board
    Sec. 1. The corporation shall be governed by a board.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-2
Board composition
    Sec. 2. (a) The board is composed of the following nine (9)members, none of whom may be a member of the general assembly:
        (1) The secretary of family and social services, or the secretary'sdesignee.
        (2) The state health commissioner, or the state healthcommissioner's designee.
        (3) Seven (7) individuals appointed by the governor, of whichat least:
            (A) one (1) individual must be a licensed physician who isactively engaged in the practice of medicine; and
            (B) one (1) individual must be engaged in the administrationof a hospital licensed under IC 16-21.
    (b) The individuals appointed under subsection (a)(3) must beemployed in or retired from the private or nonprofit sector oracademia. In making the appointments under subsection (a)(3), thegovernor shall:
        (1) consider an individual's knowledge of and experience inmatters related to health informatics and health care; and
        (2) attempt to provide representation to the variousgeographical areas of Indiana.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-3
Terms of certain board members
    Sec. 3. (a) The following apply to a member of the boardappointed under section 2(a)(3) of this chapter:
        (1) Except as provided in subsection (b), a member's term ofoffice is four (4) years.
        (2) A member holds office for the term of appointment andcontinues to serve after expiration of the appointment until asuccessor is appointed and qualified.
        (3) A member is eligible for reappointment.
        (4) Notwithstanding subdivisions (1) through (3), a memberserves at the pleasure of the governor.
    (b) Three (3) of the initial members of the board appointed undersection 2(a)(3) of this chapter shall serve a term of two (2) years.Four (4) of the initial members of the board appointed under section2(a)(3) of this chapter shall serve a term of four (4) years.
As added by P.L.111-2007, SEC.2.
IC 5-31-4-4
Chairperson
    Sec. 4. The governor shall select the chairperson of the board.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-5
Per diems; reimbursements
    Sec. 5. (a) The members of the board appointed under section2(a)(3) of this chapter are entitled to a salary per diem for attendingmeetings equal to the per diem provided by law for members of thegeneral assembly.
    (b) The members of the board are entitled to receive:
        (1) reimbursement for traveling expenses to the same extent asis provided under IC 4-13-1-4 to officers and employees of stateagencies; and
        (2) reimbursement of other expenses actually incurred inconnection with the members' duties as approved by the budgetagency.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-6
Quorum
    Sec. 6. Six (6) members of the board constitute a quorum for thetransaction of business. The affirmative vote of at least six (6)members is necessary for action to be taken by the board. Membersmay not vote by proxy.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-7
Meetings; when held
    Sec. 7. Meetings of the board shall be held at the call of thechairperson or whenever any six (6) members request a meeting. Themembers shall meet at least once every three (3) months to attend tothe business of the board.
As added by P.L.111-2007, SEC.2.

IC 5-31-4-8
Meetings; other requirements
    Sec. 8. (a) This section applies to any meeting of the board.
    (b) A member of the board may participate in a meeting of theboard using any means of communication that permits:
        (1) all other board members participating in the meeting; and
        (2) all members of the public physically present at the placewhere the meeting is conducted;
to simultaneously communicate with each other during the meeting.
    (c) A member of the board who participates in a meeting undersubsection (b) is considered to be present at the meeting.
    (d) The memorandum of the meeting prepared underIC 5-14-1.5-4 must also state the name of:
        (1) each member who was physically present at the place where

the meeting was conducted;
        (2) each member who participated in the meeting using a meansof communication described in subsection (b); and
        (3) each member who was absent.
As added by P.L.111-2007, SEC.2.